Darren Aronofsky‘s Biblical epic Noah will be sweeping across the screen in 3D this year — but only if you’re watching from outside the U.S. Paramount is prepping an upconverted version of the film to be released exclusively in foreign markets, in an attempt to lure audiences with snazzy effects. Get more details after the jump.

THR reports that Noah will get a 3D release in 65 countries, including Russia, all of South America, and most of Europe. 32 of those markets will also get the film in IMAX. The hope is that viewers abroad will be attracted by big spectacle.

The U.S., the U.K., Australia, and France will only get 2D versions. According to a source, the studio expects that the audiences in those countries will be drawn in by “the combination of the pedigree of the director and the cast and the dramatic elements of the story.” Presumably, they also suspect that those audiences will be turned off by the idea of a rushed 3D conversion job.

The decision was apparently inspired by Life of Pi, which grossed $484 million overseas in 2012. The difference is that Life of Pi was made with 3D in mind, rather than converted to the format at the last minute. But both movies involve lots of water and CG animals, so there’s that.

The move suggests that the studio is still nervous about Noah‘s ability to sell tickets. Early test screening reactions for the film were said to be “troubling,” perhaps due to negative reactions from the religious audience. The results were bad enough that Paramount and Aronofsky were reportedly battling over the final cut.

3D won’t magically turn an un-sellable film into a hit, but it can help emphasize the action and spectacle — and according to early tracking in foreign markets, those are precisely the things that overseas audiences are looking forward to in Noah.

Meanwhile, in the U.S., we’ll get Noah in plain old 2D on March 28. The cast includes Russell Crowe, who plays the lead, Jennifer Connelly, Anthony Hopkins, Logan Lerman, Douglas Booth, Emma Watson, Nick Nolte, and Ray Winstone.